Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
CAYNE JAMES E
  2. Issuer Name and Ticker or Trading Symbol
BEAR STEARNS COMPANIES INC [BSC]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) __X__ Other (specify below)
Chairman of the Board
(Last)
(First)
(Middle)
C/O BEAR, STEARNS & CO. INC., 383 MADISON AVENUE
3. Date of Earliest Transaction (Month/Day/Year)
05/30/2008
(Street)

NEW YORK, NY 10179
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Emp. Stock Option (Right to Buy) $ 73.75 05/30/2008   D     256,143 12/15/2006 12/15/2013 Common Stock 256,143 (9) 0 D  
Emp. Stock Option (Rt. to Buy) $ 116.5 05/30/2008   D     56,573 12/22/2008 12/22/2015 Common Stock 56,573 (10) 0 D  
Emp. stock option (rt. to buy) $ 165.32 05/30/2008   D     35,788 12/20/2009 12/20/2016 Common Stock 35,788 (11) 0 D  
Employee Stock Option (Right to Buy) $ 38.75 05/30/2008   D     72,427 01/10/2003 01/10/2010 Common Stock 72,427 (12) 0 D  
Employee Stock Option (Right to Buy) $ 49.63 05/30/2008   D     108,856 12/11/2003 12/11/2010 Common Stock 108,856 (13) 0 D  
Employee Stock Option (Right to Buy) $ 56.88 05/30/2008   D     30,581 12/17/2004 12/17/2011 Common Stock 30,581 (14) 0 D  
Employee Stock Option (Right to Buy) $ 64 05/30/2008   D     68,000 11/30/2005 11/30/2012 Common Stock 68,000 (15) 0 D  
Employee Stock Option (Rt. to Buy 07) $ 102.65 05/30/2008   D     168,585 12/28/2007 12/28/2014 Common Stock 168,585 (16) 0 D  
CAP Units (2002) (1) 05/30/2008   D     1,182 11/30/2007 11/30/2007(2) Common Stock 1,182 (3) 0 D  
CAP Units (2003) (1) 05/30/2008   D     173,079 11/30/2008 11/30/2008(2) Common Stock 173,079 (4) 0 D  
CAP Units (2004) (1) 05/30/2008   D     105,749 11/30/2009 11/30/2009(5) Common Stock 105,749 (6) 0 D  
CAP Units (2005) (1) 05/30/2008   D     94,959 11/30/2010 11/30/2010(5) Common Stock 94,959 (7) 0 D  
CAP Units (2006) (1) 05/30/2008   D     90,373 11/30/2011 11/30/2011(5) Common Stock 90,373 (8) 0 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
CAYNE JAMES E
C/O BEAR, STEARNS & CO. INC.
383 MADISON AVENUE
NEW YORK, NY 10179
  X     Chairman of the Board

Signatures

 /s/ Cayne, James E.   06/02/2008
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This type of derivative security typically does not have a conversion or exercise price
(2) The shares of common stock underlying the CAP Units will be distributed on or about 11/30/2008
(3) The CAP Units were converted in the merger into 257 CAP Units of JPMorgan Chase.
(4) The CAP Units were converted in the merger into 37,649 CAP Units of JPMorgan Chase.
(5) In connection with the merger, the deferral period for the CAP Units will be accelerated and the shares of common stock underlying the CAP Units will be distributed on or about 1/15/2009.
(6) The CAP Units were converted in the merger into 23,003 CAP Units of JPMorgan Chase.
(7) The CAP Units were converted in the merger into 20,656 CAP Units of JPMorgan Chase.
(8) The CAP Units were converted in the merger into 19,658 CAP Units of JPMorgan Chase.
(9) This option was converted in the merger into an option to purchase 55,718 shares of JPMorgan Chase common stock for $339.03 per share.
(10) This option was converted in the merger into an option to purchase 12,306 shares of JPMorgan Chase common stock for $535.56 per share.
(11) This option was converted in the merger into an option to purchase 7,784 shares of JPMorgan Chase common stock for $759.99 per shar
(12) This option was converted in the merger into an option to purchase 15,755 shares of JPMorgan Chase common stock for $178.14 per share.
(13) This option was converted in the merger into an option to purchase 23,679 shares of JPMorgan Chase common stock for $228.13 per share.
(14) This option was converted in the merger into an option to purchase 6,652 shares of JPMorgan Chase common stock for $261.48 per share.
(15) This option was converted in the merger into an option to purchase 14,792 shares of JPMorgan Chase common stock for $294.21 per share.
(16) This option was converted in the merger into an option to purchase 36,672 shares of JPMorgan Chase common stock for $471.89 per share.

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